SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* WILLIAMSON WILLIAM A JR (Last) (First) (Middle) GENESCO INC. 1415 MURFREESBORO ROAD (Street) NASHVILLE TN 37217 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol GENESCO INC [ GCO ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 01/30/2006
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/30/2006		A		805(1)	A	$0.00	68,366	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Grant of restricted stock under 2005 Equity Incentive Plan.

Remarks:

	Roger G. Sisson, attorney-in-fact	01/31/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

 POWER OF ATTORNEY

The undersigned hereby constitutes and appoints

James S. Gulmi and Roger G. Sisson or either of them the undersigned's
true
and lawful attorneys-in-fact to:

(1) Execute for and on
behalf of the
undersigned, in the undersigned's capacity as a director or
officer, as
defined in the rules under Section 16(a) of the Securities
Exchange Act of
1934, of Genesco Inc., a Tennessee corporation (the
"Company"), Forms 4 and
5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934
and the rules thereunder;

(2) Do
and perform any and all acts for and
on behalf of the undersigned which
may be necessary or desirable to
complete and execute any such Form 4 or
5 and timely file such form with
the United States Securities and
Exchange Commission and any stock exchange
or similar authority; and


(3) Take any other action of any type
whatsoever in connection with the
foregoing which, in the opinion of such
attorneys-in-fact, may be of
benefit to, in the best interest of, or
legally required by, the
undersigned, it being understood that the
documents executed by such
attorneys-in-fact on behalf of the undersigned
pursuant to this Power of
Attorney shall be in such form and shall contain
such terms and
conditions as such attorneys-in-fact may approve in such

attorneys-in-fact's discretion.

The undersigned hereby grants to
each
such attorney-in-fact full power and authority to do and perform any
and
every act and thing whatsoever requisite, necessary or proper to be
done in
the exercise of any of the rights and powers herein granted, as
fully to
all intents and purposes as the undersigned might or could do if
personally
present, with full power of substitution or revocation, hereby
ratifying
and confirming all that such attorneys-in-fact, or such
attorneys-in-fact's
substitute or substitutes, shall lawfully do or cause
to be done by virtue
of this Power of Attorney and the right and power
herein granted.  The
undersigned acknowledges that the foregoing
attorneys-in-fact, in serving
in such capacity at the request of the
undersigned, are not assuming, nor
is the Company assuming, any of the
undersigned's responsibilities to
comply with Section 16 of the
Securities Exchange Act of 134.

This
Power of Attorney shall
remain in full force and effect until the
undersigned is no longer
required to file Forms 4 and 5 with respect to the
undersigned's holdings
of and transactions in securities issued by the
Company, unless earlier
revoked by the undersigned in a signed writing
delivered to the foregoing
attorneys-in-fact.

IN WITNESS WHEREOF, the
undersigned has caused
this Power of Attorney to be executed as of this
25th day of February,
1998.

WILLIAM A. WILLIAMSON, JR.
/s/ William
A. Williamson, Jr.

Title: Director